Minions and Mares
by MrLRocks78
Summary: All is quiet in Sweet Apple Acres... until Count Bleck's minions fall out of the sky! How will they cope with the mysterious Ponyville? And how will the Mane Six deal with the strange and unknown humans?
1. A Pretty Hasty Morning

**Pony P.O.V.**

It was a bright, sunny morning in Ponyville. Twilight Sparkle and Spike were hastily on their way to Sweet Apple Acres, accompanied by an eager Pinkie Pie, a disgruntled Rainbow Dash, an interested Fluttershy and a completely distracted Rarity. Applejack had requested their presence in a hastily scribbled note, hastily burped out by Spike and hastily read by Twilight.

It had been a pretty hasty morning.

As a matter of fact, Twilight, Pinkie, Fluttershy and Rarity were cantering, Rarity with quite a lot of disapproval etched on to her face. Rainbow was flying a few feet in front of them, hooves outstretched. Spike was riding happily on Rarity's flank, only after Spike had begged the latter to let him in the first place.

The ponies galloped along the path and right into Sweet Apple Acres. Twilight skidded to a halt, but was then bumped into by Pinkie, who Fluttershy smacked into, who Rarity smashed into. All in all, the ponies ended up more like a pony pile.

"Pony pile!" squealed Pinkie.

Suddenly, an orange, cowboy-hat-wearing pony cantered up to the heap of ponies. "Ah, I'm glad y'all could make it," Applejack said, relieved. A few seconds later, Rainbow flew up to them and pulled Twilight to her hooves.

"T-thanks, Rainbow," said Twilight truthfully.

"No prob," said Rainbow. There was a strained look on her face, an expression mirrored by Applejack, who was dancing frantically from hoof to hoof.

"Er, gals, ya better come see this," she said anxiously, glancing over her shoulder in a jerky fashion.

"W-what is it?" asked Fluttershy timidly. "I-is it a d-dragon?"

"There aren't any dragons here, Fluttershy," said Twilight exasperatedly.

Spike cleared his throat.

"Aw, guys, just follow me, lickety-split!" exclaimed Applejack.

The others nodded and obeyed. They ran all the way to the front of the barn, by which time everypony except for Rainbow and Applejack were pooped. Ponies don't normally run so much. Rarity was whining that her hooves were hurting so much. Applejack clamped a hoof to her mouth and led them around the barn.

"Gals, better be prepared for the shock of ya life," said Applejack, trembling like a leaf caught in a hurricane.

"Ooh! Is a giant cupcake going to jump out and sing the Cupcake Song?" said Pinkie eagerly.

Everypony stared at her.

"Rainbow, would you be a dear and look and see what's there?" inquired Rarity. "Applejack is shaking like a blender, you see." Rainbow gave her signature salute.

Rainbow peeked around the barn cautiously. There was a giant heap of bodies there, but there was no blood as far as the pegasus could tell, and yet they didn't look familiar at all. In fact, they didn't even look like _ponies_.

"All clear!" she whispered nevertheless.

The ponies scurried out from behind the barn, Rarity impatiently dragging a petrified Fluttershy by the tail along with them, Spike eagerly helping out. When they finally reached the others, Twilight had summoned her magic aura around her horn. The pile of bodies began to glow, then Twilight seperated them one by one and laid them down on the grass.

"Who _are _they?" said Twilight, curiously approaching the nearest one.

"_What _are they?" exclaimed Rainbow rudely.

Fluttershy shakily walked up to one of them. The creature had blue skin, a short pink mane and wore red, cat-like glasses. She wore a white suit and grey pants. "D'you know what they are, sugercube?" asked Applejack nervously.

"N-no," said Fluttershy quietly. "I... I've never seen them before..."

Suddenly, Pinkie let out a gigantic gasp, jumping into the air. She was then gone in a blur of pink.

Twilight stared after her. "What _is _that pony up to?" she wondered aloud.

"Maybe she's going to get her notebook for the giant cupcake's autograph!" said Spike, chuckling.

"Spike!" snapped Twilight. "Go back to the library and get me that book called _Other-Worldly Creatures_. And hurry!"

"But Twiiiiiii-liiiight," Spike began, looking longingly at Rarity.

Twilight gave him a glacial stare. Spike started gabbling and zipped off.

Meanwhile, Rainbow had approached the blue-skinned one and was poking its face.

"How vulgar!" exclaimed Rarity, who had cautiously walked over to the largest one. It had a brown scruffy beard and bulging muscles. Applejack looked hastily at her own back legs, who looked like toothpicks compared to those muscles, and blushed slightly.

Rarity quickly fell back from the monster, holding her nose disgustedly. "Ugh! He smells like a trash can!"

Suddenly, Pinkie Pie re-appeared right behind Twilight. She tugged on the unicorn's tail. Twilight leapt into the air, screaming, and hid behind Applejack, who laughed nervously.

"Now, now, Twilight," she said, laughing shakily. "It's just Pinkie Pie. Nothin' to be 'fraid of."

Twilight poked her head over Applejack's shoulder and saw the pink earth pony, a book clamped firmly in her mouth, her eyes looking interestedly at Twilight.

"Hi, Twilight!" she said, waving her hoof energetically. However, it came out sounding more like "Hfwi, Tihwiht!", seeing as Pinkie had a book in her mouth.

Twilight hastily stepped out from behind Applejack. Rainbow gave a loud snort of laughter.

The sound seemed to have disturbed one of the creatures, for one of them, the blue-skinned one, stirred. Fluttershy flapped over to her and started singing a lullaby to sooth her.

"Er, Pinkie, where did you get that book?" Twilight asked.

"Fwom yeh wibraree!" replied Pinkie.

"Excuse me?" exclaimed Rarity, stepping back from Pinkie. "Dear, maybe it would help if you took that book out of your mouth and told us?"

Pinkie spat the book out into Twilight's hooves. "From your library!" she repeated, smiling widely.

"I said _take _that book out of your mouth," said Rarity, who had received gobbets of spit in her mane and face from Pinkie. "Not spit it out like some vulgar creature."

"Why'd ya get a book, Pinkie?" asked Applejack, as the ponies crowded round Twilight.

"Yeah!" said Rainbow. "How's a _book _s'posed to help us with these freaky things?"

"Pinkie..." said Twilight slowly.

"Yes, Twilight?" said Pinkie, jumping up and down, apparently pleased that she had given Twilight a book, regardless of whether or not she needed it.

"What's this book called?" continued Twilight.

"_Other-Wordly Creatures_!" replied Pinkie happily. "Did you need it? 'Cause I'm super-glad you need it! 'Cause if you _didn't _need it, then I would have ran _all the way _to your library and back again to get you a book that you _don't need_, and how silly would _that _be? And I saw Spike, and he was looking for a book, so I got the book _for _him and I ran back _here_, 'cause it was supposed to be a super-duper-looper fun surprise!"

"Did ya get anythin' o' that?" asked Applejack quietly. Rainbow shook her head.

Twilight looked at the front cover and there it was, in bold golden lettering, _Other-Worldly Creatures_.

"I was looking in this book just the other day," explained Twilight, as she flipped through the book with her magic. "I saw something about these creatures called 'humans'. Those creatures out here match the description perfectly!"

She slowed down as they reached the middle of the book. Finally, she turned to two pages, the left covered by the picture of an upright animal with no mane or tail, yet strange growths on all of their hooves.

"What's it say, Twilight?" said Applejack.

Twilight cleared her throat and read:

"_Homo sapiens, or humans, are a tail-less, mane-less species with a highly evolved brain. They walk upright on two legs, and require the use of things called 'feet' to move around. Humans also have things called as 'arms', two long protrusions from either side of the body. At the end of these arms, there are things called 'hands'. Each foot and each hand has five growths sprouting from each. The growths on the feet are called 'toes'. 'Fingers' are the growths on the hands. Humans used to ride on pony-like creatures called horses, long, long ago. Riding like this was called horseback. However, there is no proof that humans have ever discovered Equestria._"

"Great gallopin' galoshes!" exclaimed Applejack.

"Riding on vulgar _horses_?" yelped Rarity in disbelief.

"Th-they sound scary," whimpered Fluttershy.

Rainbow smirked. "They're _super_-scary!" she assured the timid pegasus. "I once found a pack of them, and they had these... these _things_! They were so terrifying and dangerous! I barely escaped with my life!"

"Dash, I'm ready to bet you've never seen anything scarier'n Winona," said Applejack.

"That's not true!" snapped Rainbow. "I've kicked a full-grown dragon in the face! I've attacked a manticore! I've charged Nightmare Moon!"

" 'Bout the most foolish thing you've ever done," said Applejack.

"The beast is awaking!" exclaimed Pinkie.

Everypony stared at her. Again.

"What do you mean by that, Pinkie?" asked Twilight gently, yet genuinely curious at the same time.

"The humans!" yelled Pinkie. "They're waking up!"


	2. Flabbergasted

**Minion P.O.V.**

Nastasia groaned as she sat up. The blue-skinned secretary felt her forehead. Good. No bruises or anything else. She blinked once, and her surroundings swam into view. She registered bright-green apple trees sprouting ruby-red apples, shining in the hot sun.

However, most of her attention was directed on the pink face with big blue eyes that was extremely close to her.

"AAAAARGH!" Nastasia screamed. She leapt about a foot into the air before tumbling comically down again. She hastily got up, brushed herself off, adjusted her glasses and looked around at the animals surrounding her.

They looked strangely like the ponies in My Little Pony: Friendship is Magic. She had been dragged off to the living room by Mr. L, O'Chunks and Mimi, all of which were bronies (Mimi was obviously a pegasister. However, according to a Youtube comment, all MLP:FiM fans were bronies, so she was obviously confused) to watch episodes of MLP: FiM. Nastasia couldn't be called a 'brony' _or _'pegasister', but she liked the show.

Just not _extremely_.

There were two pegasus poneis, two unicorns and two earth ponies. There was a white unicorn with a purple mane, set in elaborate curls. She had light-blue eye-shadow on her eyes. The other unicorn was light-purple, and had a dark-purple mane with pink stripes. Rarity and Twilight Sparkle.

Nastasia turned to the earth ponies. There was Applejack, the orange one with a brown cowboy-hat and a yellow tied-up mane, not to mention the white freckles and green eyes. Pinkie Pie was obvious, from her puffy pink mane and tail to her three-balloons cutie mark.

And finally, there was the pegasus ponies. Fluttershy, of course, was nervously attempting to hide behind Rainbow Dash, even though her yellow body and flowing pink mane and tail was obvious. Rainbow Dash was the most conspicuous, with her rainbow mane and tail, her rainbow lightning-bolt cutie mark and her sky-blue body.

_She's Mr. L's favourite pony, _Nastasia realised. She herself preferred the gentle and graceful (not to mention cute) Fluttershy, while O'Chunks liked the hard-working, tough Applejack. Mimi, of course, favoured Rarity, seeing as she wore and created dresses. Dimentio didn't bother with ponies. He said that it rotted brains, and he preferred to dedicate his mind to concentrating on other, more important tasks.

Like planning to destroy all worlds, for instance.

Time seemed to pass extremely slowly. It was a long time before Nastasia finally managed to summon the courage to clear her throat and speak. However, she spoke at exactly the same time Twilight did.

"I'm Nastasia, uh, Count Blumiere's right-hand minion," said Nastasia.

"I'm Twilight Sparkle, loyal student to Princess Celestia," said Twilight.

The two stopped talking right after the other one did, both blushing.

Suddenly, Pinkie bounded right up to Nastasia and said, not at all quietly, "Well, HI! I'm Pinkie Pie! I throw super-duper-looper amazingly fun, fun, fun parties! Right, Applejack?"

"That's true," nodded Applejack. "And I'm Applejack, Ponyville's best apple-bucker!"

Ponyville. That's where she was.

"I'm Rarity!" said Rarity proudly. "I design beautiful dresses for all ponies in Carousel Boutique, where everything is chic, unique and magnifique!"

"Introduce yourself, Fluttershy!" insisted Twilight, pushing the pegasus forward with magic.

Fluttershy gulped. "I'm F.. F..." she said.

"You're Fluttershy," said Nastasia kindly. "I, uh, I've heard of you."

Suddenly, there was a rainbow blur, and Rainbow Dash was flying casually in front of Nastasia. "Heard of Fluttershy, have ya?" she said, cockily winking. "Well, then, you've _obviously _heard of me!"

Nastasia was reminded involuntarily of Mr. L.

Applejack pulled back Rainbow by the tail and planted a hoof firmly on it, so Rainbow couldn't get away. "Now, now, RD," she scolded. "Ya can't just go 'round makin' assumptions to anybody 'n everybody that they all know ya!"

"Actually, I _do _know about her, 'K?" said Nastasia.

Applejack's jaw fell open. Rainbow pulled out of Applejack's grip and impatiently dusted her tail off, but the apple-bucker didn't realise.

"Ya... yah've _heard _of her?" Applejack repeated weakly.

"I've, uh, I've heard of all of you!" assured Nastasia. "Twilight Sparkle is the purple unicorn, and she has a baby dragon as her assistant called Spike and a pet owl called Owlicious! Rarity has a sister called Sweetie Belle and, uh, a pet cat called Opal. Pinkie Pie represents the Element of Laughter and _loves _chocolate milk. Rainbow Dash is the _only pony in Equestria _to have performed a, er, Sonic Rainboom... and she's done it twice! Fluttershy has a fear of grown-up dragons, and _you_, Applejack, you once had an Iron Pony competition against, um, Rainbow, and you lost because Rainbow kept cheating!"

Applejack wasn't the only one looking flabbergasted now.


	3. Dumbo

**Minion P.O.V.**

Mr. L opened his eyes and sat up. He was lying on a wonderfully soft bed, in a room decorated with paintings of mouth-watering cakes. Mr. L looked to his left and saw a wall. He looked to his right and saw a large mound underneath the blanket, rising up and down slowly. The room was so... unfamiliar.

Mr. L got out of bed and slipped his socks and shoes on. They had been left out for him by the staircase. Frowning curiously, Mr. L was about to go down them when he heard a voice he had only ever heard on the television.

"Oh, it was nothing, dear! No trouble at all!"

Mr. L froze. He listened hard and, with a jolt, heard another familiar voice, but this time it came from real life. "Thanks a _ton_, Mr. and Mrs. Cake! These cupcakes're _delicious_! Golly, even _Nastasia _can't bake this good!"

Mr. L took the steps six at a time. He landed cat-like on the last step and peered into the room in front of him. There was Nastasia, sitting at a counter with Mimi and Dimentio. Mimi was looking ecstatic as she shoved another cupcake into her mouth. Next to her, Pinkie Pie did the same.

Wait... _Pinkie Pie_?

Mr. L cleared his throat to announce his presence.

Dimentio turned first and his face split into a grin. Mr. L's eyes narrowed dangerously behind his mask. He remembered only too well how Dimentio had sucked him into the Capture Box. Dimentio himself had been released only a few weeks ago, but the memory of the foggy interior of the Box still gave Mr. L shivers down his spine. Bolt and Xena had returned to living in Misery Forest, protecting the Box and so on.

"So _you're _Mr. L?" said Twilight, who was at the counter too. She was accompanied by Applejack, Pinkie Pie, Rarity, Fluttershy and Rainbow Dash, the latter looking suspiciously at Mr. L. When he caught her gaze, he smirked and, when no-one was looking, stuck his tounge out at her and mouthed, "dumbo".

Naturally, Rainbow couldn't take an insult lying down. She flew right into Mr. L's face and yelled, "Whaddid ya call me, chump?"

Applejack grabbed her tail and angrily pulled her back. Once she had spat out the rainbow-coloured hair, she said crossly, "Dash! He's a guest, so treat 'im with respect, ah-kay?"

Rainbow murmured something.

Mr. L turned to Twilight and nodded. "I'm Mr. L, A.K.A. The Green Thunder!" he said proudly.

"Have you tasted these cupcakes, L?" said Mimi, her voice barely heard under all the cupcake in her mouth.

"I'd like to know why we're here, first," replied Mr. L, glancing over in Nastasia's direction, hopeful that she would have at least the faintest idea.

Nastasia explained all about the scene at Sweet Apple Acres. "So then Applejack ran for help, Mr. and Mrs. Cake brought us here and, well, here we are!" finished Nastasia, reaching for the last cupcake. Dimentio, however, levitated it up into the air and into his mouth, smirking at the annoyed Nastasia.

"I've never met anybody else who could do magic like me," said Twilight brightly. "Dimentio's a magic _genius_! He's taught me how to create magical barriers, and next he's going to show me how to create magic blasts.

"And _I'm _going to show Mimi my boutique, and how you make dresses!" added Rarity. "She's just an absolute _darling_, and she knows quite a lot about dress-making!"

Mimi, who was having a hard time swallowing, nodded enthusiastically.

"And once that O'Chunks fella wakes up, I'm gonna be showin' him 'round Sweet Apple Acres, and how ya apple-buck!" added Applejack. "Accordin' to ya friends, he'd really like ta meet me!"

"Why don't you show Mr. L around Cloudsdale, Rainbow?" suggested Rarity.

"No _way_!" exclaimed Rainbow indignantly. "I betcha that weirdo can't even walk on clouds!"

"Don't worry," Twilight assured her. "I'll just use that cloud-walking spell I used before at the Best Young Flyer competition, remember?"

Rainbow grumbled something.


	4. Cloudsdale

_Authors' Note: Hey guys! Thanks to my two reviewers for, well reviewing! Answering aPAULo17's question, no, the Mario Bros. will NOT be in this fanfic. However, I DO plan on writing another fanfic involving the Mario Brothers, so that's all good! Oh, and I also plan to write a Pokemon fanfic, featuring a few Pokemon that I like!_

**Pony P.O.V.**

Rainbow couldn't believe it. A measly ten minutes and already she was pulling the balloon along with her like some common horse! Her wings worked furiously as she heaved the heavy balloon along with her, and despite that it was filled with air, it was extremely hard to pull. To top things off, that creepy masked human was lolling around in the balloon, thus forcing Rainbow to re-double her efforts.

Aargh! If only the human could fly. Then, Rainbow would have zipped off in a rainbow blur. Still, however, the human would have told Twilight or Applejack, and maybe even gotten some of its crazy human friends to do her in!

What _really_ angered Rainbow, however, was the fact that she was scared of the humans, big time. Their strangely shaped eyes, their weird growths, the lack of tail, the wing-less back... All of that freaked Rainbow out.

The human even knew that hateful nickname of hers! _Rainbow Crash..._ Rainbow shook herself mentally and once again re-doubled her efforts, trying to get rid of the faces of Dumb-Bell, Hoops and Quarterback swam into her mind. Cloudsdale had come into view, and she was very glad of it. _Just a quick walk around, then we're done,_ Rainbow assured herself.

The human's eyes lit up with excitement when it saw Cloudsdale. Pah! It was as if it had never seen clouds before! However, that wasn't so surprising when Rainbow thought about it. Twilight had explained that where humans came from, the clouds were so high up that nothing could reach them. The clouds were also weak and unstable, definitely not designed to hold any sort of weight.

Twilight had also said that where humans came from, the clouds moved on their own, the animals were secluded and wild, and the plants could creep up on them and strike their homes. That made Rainbow shiver more than anything. Talk about a weird world!

Suddenly, that hateful voice rang out from the balloon. "Oi!" it yelled. "Rainbow Crash! Could ya speed up a little? It's not every day someone gets to see Cloudsdale, especially with the fastest pony in all of Equestria touring them!"

Rainbow rolled her eyes. The human was _obviously _teasing her. He was taking advantage of her supreme skills and bending them to his will! Rainbow hated the lot of them, though perhaps not the blue-skinned one called Nastasia. The green girl called Mimi was okay, too, though perhaps a little girly. Rainbow didn't like the look of that O'Chunks guy much, but Dimentio simply creeped her out. No, Mr. L was _definitely _the dangerous one. Rainbow made a mental note to warn everypony once she got back to the ground.

They had reached Cloudsdale. It was an amazing place, known as the Pegasus City, filled with pegasi and made entirely out of clouds. The clouds were shaped in a curly fashion, and yet wasn't girly at all. Skinny rainbow waterfalls ran down in colourful torrents. Some clouds were connected with antique grey stone.

Rainbow pulled up in mid-air near some clouds and watched Mr. L stumble awkwardly onto it, disturbing the cloud and making little puffs of it shoot up into the air. However, the human leaped to its feet again, grinning, and started to run all around Cloudsdale, knocking ponies off of their hooves and not even bothering to apologise. Growling, Rainbow shot after it.

"OI!" she yelled angrily as she caught up with the human. "What's the big deal?"

Suddenly, the sound of jeering reached Rainbow's ears. The pegasus spun around, as well as the human. And there, standing and smirking, were three pegasi stallions. The first one, Dumb-Bell, was brown with a three-weights cutie mark. The second one, Quarterback, had three American footballs for a cutie mark, and was grey, with a dark-brown, almost black mane that completely covered his eyes. He never talked. The last one, Hoops, also had a brown mane covering his eyes, though this time the mane was a lighter shade. He had an orange-brown coat and a three-basketballs cutie mark.

Dumb-Bell snickered. "Hey, Rainbow Crash!" he teased. "Who's your boyfriend?"

"WHAT DID YOU SAY?" roared Rainbow, approaching Dumb-Bell fearlessly.

"Ooh!" chanted Hoops. "Crashie's getting cranky!"

Quarterback laughed dumbly.

Suddenly, the human approached the stallions. What was the idiot _doing_?

The human turned to Dumb-Bell. "Hey, Dumb-Bell!" he jeered. "What's with your name? Oh, now I get it! 'Dumb' really suits you!"

Dumb-Bell's attitude changed instantly. "Hey, buzz off, big-nose!" he snapped.

"Ooh, I'm so scared," said the human sarcastically. "Whatcha gonna do, ring a bell, Dumby?"

It - no, _he_ - then turned to Hoops. "And you!" he said. "What kind of name is Hoops? Is it because you secretly have a stash of earrings and rings under your pillow? Or is it referring to a marriage ring? D'you have a picture of Ditzy Doo under your pillow that you snog ever night?"

"H-hey! That's not funny!" exclaimed Hoops. "In fact, th-that's really mean!"

"Good!" snapped Mr. L. "Now you know how other ponies feel if you bully them. So lay off, okay, and maybe you'll get some _proper _friends!"

And with that, Mr. L turned and climbed right back into the balloon. "C'mon, Dash," he said. "Let's go."

A few minutes later, the two were flying back to the ground. Rainbow considered how easier i was to fly _down _rather than up. She was just thinking of asking Twilight _why_, but then Mr. L broke into her thoughts.

"Hey Rainbow?" he said.

"Yeah?" Rainbow replied.

"I'm sorry for calling you Rainbow Crash."

And Rainbow knew that he meant it.


	5. Mimi's Dress

**Pony P.O.V.**

The shining red apples fell into the wooden buckets. Pleased with her work, Applejack placed one hoof in front of the other in a cross, smiling. O'Chunks, watching, clapped one beefy hand on Applejack's back. "Now 'dose're some strong back legs!" he chortled.

Applejack's legs buckled and she fell to the ground. "Eh, sorry," said O'Chunks gruffly, yanking Applejack up by the tail and setting her right on her hooves. "Can I try meh hands at apple-buckin', now?"

"Sure, partner!"

A few minutes later, O'Chunks had found a good sturdy tree, filled with apples. "Ahkay, now ya carefully - " began Applejack.

**WHACK! SLAP! SLAM! BAM!**

"Wha... whaddaya think your doin'?" exclaimed Applejack, pulling O'Chunks away hastily. The apple tree had gouges and deep scratches in its bark, and the lower branches were bent at odd angles. And yet, no apples had fallen down. A few leaves had been shaken loose, however, and lay scattered all over the ground.

"Er, apple-buckin'?" said O'Chunks, scratching his head in confusion.

"Ya gotta _buck _the tree, not try ta gouge it ta death!" exclaimed Applejack exasperatedly.

"OH!" said O'Chunks.

Applejack sighed. O'Chunks had muscles, no doubt, and yet even the simplest math sum took him a good few hours to figure out. Applejack remembered Mimi warning her about how it had taken O'Chunks half a day to figure out 6+6.

**Minion P.O.V.**

Meanwhile, Mimi and Rarity were at Carousel Boutique. Rarity was sewing Mimi a new dress, while humming "Art of the Dress". Mimi was watching her work, eyes wide, as Opal tried to claw out of Mimi's vice-like grip.

Suddenly, Rarity began singing out loud:

"_Thread by thread, stitching it together._

_Mimi's dress, cutting out the pattern snip by snip._

_Making sure the fabric folds nicely,_

_It's the perfect colour and so hip,_

_Always got to keep in mind my pacing_

_Making sure the cloth's correctly facing_

_I'm stitching Mimi's dress._"

Mimi started singing along with her:

"_Yard by yard, fussing all the details._

_Jewel hairband. Don't you know a stitch in time saves nine?_

_Make me something perfect to inspire,_

_Because I just love formal attire._

_Gotta mind those intimate details,_

_Don't care about the sales._

_It is my new dress._"

Then, they started singing together:

"_Dress making's easy,_

_For the frills gotta be something light._

_Make sure it's partly breezy,_

_Blend color and form, do you think it looks cheesy?_"

Rarity then started singing:

"_Something nice, perhaps quite graceful._

_Heart necklace, couldn't you just simply DIE!_

_Making sure it fits forelock and crest,_

_Don't forget the magic in the dress._

_Even though it is quite long,_

_Mimi won't have to wear thongs,_

_I'm stitching Mimi's dress_."

And then together:

"_Piece by piece, snip by snip,_

_Croup, dock, haunch, shoulders, hip._

_Thread by thread, primmed and pressed,_

_Yard by yard, never stress._

_And that's the art of the dress!_"


	6. Twilight and Dimentio

_YAAAAY! A new point of view! Zecora is one of my favourite characters on the show! I've always wanted to write her rhyming dialogue! Please excuse the bad rhyming!_

**Zebra P.O.V.**

Twilight and Dimentio were outside in a field close to the Everfree Forest. The dark trees swished sinisterly, even in the sunny daylight. However, Twilight and Dimentio were both ignoring the trees, and the trees them.

Zecora had come out of her hut in the middle of the Everfree Forest to watch them. She had been most interested in the minions' story, and she had resolved to watching the closest possible minion subject.

"Zecora, this is Dimentio," Twilight introduced. "Dimentio, this is - "

"Zecora the zebra," the jester finished smoothly.

"The jester is well informed," approved Zecora. "And yet he is under command from a mysterious lord."

Dimentio laughed. "Not a lord, but a count," he corrected, his sinister smile in place.

Zecora pondered his strange grin. "Your smile is strange, that is true," she mused. "I have never met anyone the likes of you."

Dimentio laughed. "Of course you have not," he said. "For I am Dimentio, Master of Dimensions, Pleaser of Crowds!"

Zecora turned to face Twilight. "And what, pray tell, are you going to do?" she asked. "Is he going to teach you?"

Twilight nodded enthusiastically. "He said that if Discord ever strikes back, we'll be armed not only with the Elements of Harmony, but also my magic blasts!"

Dimentio smiled his mysterious smile. It was almost... evil. Zecora was unnerved by the... insanity... of the grin. She shook it off impatiently. _His grin may be quite a pest, _she scolded herself. _But the jester is a guest._

Dimentio held out a hand silently. There was a pause, then a purple-and-yellow magic blast suddenly forced its way into existence. "That is... amazing!" exclaimed Twilight. The unicorn eagerly summoned a magic aura around her horn, preparing.

Dimentio chuckled. Even his laugh was scary. "Like a wrestler preparing for a boxing match, you must first prepare your mind in the art of magic," he said.

"How?" Twilight pressed him eagerly.

"Relax your mind," instructed Dimentio. "Think that all worries have gone from the world..."

Twilight shut her eyes, and Zecora knew she was thinking hard.

"And now... imagine that the essence of magic itself has popped into existence! Feel the magic flowing through your very veins, as naturally as your own blood pumping through your body!"

Twilight began trembling with the magic. "And now... release it!" exclaimed Dimentio.

A flash of purple light...

...and Twilight was flat on her back, hooves comically in the air. "I do not think that's what she should have done," Zecora said, moving closer for a better look. "That position does not look like fun."

Twilight grunted and pushed herself up. She dusted herself up, but felt a little bemused.

"How did you get to be so good?" inquired Twilight, blushing.

"Ah. I was born with the skill... of magic!" said Dimentio.

"The skill of magic," repeated Twilight. Her voice was faint, far away.

"I must retire to my home," said Zecora suddenly. "I dearly wish to be alone." And with that, the zebra turned tail and trotted fearlessly into Everfree Forest.

_To me, Zecora _always _rhymes. Always. Even when thinking. And I got rid of the "Charming Magician" part because I think Twilight and Zecora would not have approved... By the way, it was pretty easy thinking of rhymes. (Probably because most of them ended with the "oo" sound!)_


	7. Bitterness

_I realised that in the last chapter, Dimentio displayed some pony knowledge, despite the fact that in Chapter 2, it was stated that he didn't watch MLP: FiM. Let's just say that Dimentio's a secret brony!_

**Pony P.O.V.**

Humming happily to herself, Pinkie Pie bounded through the streets of Ponyville. She was on her way to the library, where she had heard from somepony that a certain human and pegasus had just landed and were quickly becoming best of friends.

This felt strange to the pink earth pony, seeing as she had seen Rainbow's attitude towards Mr. L, and Mr. L had, presumably, insulted _her _more than once. _That's life, Pinkie!_ she told herself. _Ponies and humans today, tomorrow ponies and _griffins_!_

_That's a little meanie-weanie of you, Pinkie, _she told herself sternly. _Gilda was... okay..._

_Not exactly, _Pinkie argued with herself. She _was the meanie-weanie! And she wasn't exactly little, either!_

_I guess you have a point, _Pinkie told her other Pinkie.

_Hah!_ exclaimed the other Pinkie. _Victory for Pinkie me!_

"WOULD YOU BOTH BE QUIET?" yelled Pinkie angrily. As it so happens, Pinkie had been following Heartstrings and Junebug as she had argued with herself, and the other two had been deep in conversation. Startled, they both turned around.

"Er, were we annoying you, Pinkie?" asked Junebug warily.

"Oh, no!" said Pinkie, returning quite startingly to her normal bubbly, hyperactive self. "Everything's okie-dokie-lokie!"

Once more filled up with the bubbly joy that made her Pinkie Pie, the earth pony bounded towards Twilight's library. She was just about to enter when she heard a discussion going on inside.

" - is dangerous. Don't go near him!"

Was that Mr. L's voice? Pinkie Pie pressed an ear to the door, in an attempt to hear better.

"Well, duh! The guy's creepier than the Everfree Forest and Discord put together!"

Rainbow's voice.

"Well, I was just making sure," snapped Mr. L.

"I'm not a filly, I can take care of myself!" yelled Rainbow angrily.

"I wasn't concerned about you! I was concerned about what trouble we'd be in if Dimentio did something bad! They all think that he's _my _responsibility." Pinkie noticed the bitterness in Mr. L's voice as he said the last sentence.

"Really? Why?" said Rainbow. Her tone had changed now. It was... curious.

Mr. L sighed audibly, then replied, "We used to be best friends. We'd sneak into Mimi's room to read her diary, get punished by Nastasia for causing trouble, rescued each other from getting chunked by O'Chunks, and played pranks on each other. We used to be inseparable."

How Mr. L said that last word... even Pinkie could sense how depressed he felt!

"But how'd you end up complete rivals?" asked Rainbow.

"That was before he betrayed me," muttered Mr. L.

"Betrayed you?" whispered Rainbow. Of course! She was the Element of Loyalty. Of course she'd be shocked by that.

"That's right," Mr. L said grimly. "And guess how he did it?"

"How?"

"By trying to kill me."


	8. That's What Friends Are For

_You may find a lot of loopholes between Dimentio's Box and Minions and Mares. Don't worry! After this fanfic and another one I am planning to write a sort of explaination fanfic, talking about Mr. L and Dimentio's friendship. Bye ya'll, and thanks for reviewing!_

**Minion P.O.V.**

Nastasia and Fluttershy were at Fluttershy's cottage. Fluttershy had just finished patching up a squirrel with a hurt paw. 

"There you go, little squirrel," Fluttershy said gently. "You take care now!"

The squirrel chattered something and scampered up a tree to its family.

Nastasia observed the squirrel, then voiced something that she had been bent on saying for a long time. "Fluttershy, how are you friends with all of these animals?" she asked curiously. "I mean, I have a creepy flying jester, a masked man, a brawn-over-brains guy and a complete girly-girl to look after and they drain me enough as it is."

Fluttershy thought for a minute. "Well, I suppose I act nice and friendly to them, and so they act nice and friendly to me!" she answered.

"Yes, but they're _animals_. And you have dozens of them! How do I put up with six minions as easily as you put up with all these sick animals?"

"Well, I guess it's because I _want _to be friends with them," said Fluttershy timidly.

"Hmm," pondered Nastasia. "Are you saying that if I become friends with the others then they'll be easier to handle?"

"If you become friends with them, you'll actually _want _to handle them!" smiled Fluttershy. "I just fill up with joy every time I help an animal in trouble!"

"Well, I'm _kind _of friends with, um..." began Nastasia, then her voice trailed away. "I mean, we're not _great _friends... or good friends for that matter..."

"Well, if you _try _to be their friend, I bet you'll feel so happy!" beamed Fluttershy.

"R-really?"

"Um, yes! Really!"

"Wow... I... well, I guess I've never, um, thought about being friends..."

"Friends are amazing!" exclaimed Fluttershy. "Why, I'd simply be just lost without my friends!"

Nastasia smiled. "Thank you, Fluttershy," she said gratefully. "This is just what I need!"

Suddenly, something quickly dampened Nastasia's spirits. "Fluttershy... what if I _can't _be friends with the others?"

"Oh, you can!" said Fluttershy. "You can be friends with anyone... but perhaps not Discord or Gilda..."

Nastasia had heard of the mean griffin. "She was kind of, um, mean, wasn't she?"

"Well, she was okay..."

Nastasia suddenly had a brainwave. "Fluttershy! How do you really feel about Gilda?"

"I..." Fluttershy gulped. "Well, she's..."

"Just say what you think, 'K?" encouraged Nastasia.

"She's..."

And then quite suddenly, Fluttershy exploded.

"SHE'S A SUPER-DUMB _MEANIE_! HOW _DARE _SHE ROAR AT ME! AND SHE TRICKED GRANNY SMITH INTO THINKING THAT HER TAIL WAS A SNAKE! SHE'S SO MEAN AND ANNOYING! I CAN'T _BELIEVE _RAINBOW DASH EVEN _HAD _A FRIEND LIKE THAT!"

Nastasia blinked a few times, confused. Suddenly, Fluttershy reverted back to her usual timid self. "But, um, she's mostly okay..." she added quietly.

Nastasia cleared her throat in an attempt to regain her composure. "Well, don't you feel a little better now that you've, um, told me about your troubles?" she asked.

"A-actually I do," Fluttershy admitted. "Th-thank you, Nastasia..."

"Super!" smiled Nastasia. "Anyway, that's what friends are for, right?"

Fluttershy gave a small nod, and smiled. "I think you'll make a great friend for the others," she said.

"Well, I guess it's more Dimentio, O'Chunks and Mr. L that I don't really understand..."

"You can, um, get Mimi to help you," suggested Fluttershy.

Nastasia brightened. "Super idea!" she exclaimed. "Thanks a lot!"

"Um, your welcome..."


	9. The End

**Minion P.O.V.**

Everyone was gathered in the library, the ponies to one side, the minions on the other, Twilight in the middle. Her horn was glowing, and she was looking at everyone, pony and human alike, as she addressed them.

"Okay, everyone, I have found a spell that will take Dimentio, Mr. L, Nastasia, O'Chunks and Mimi back to their dimension," announced Twilight. "But first, I decided that we needed some good-byes. So... anyone got anything?"

Silence. Then suddenly, Pinkie burst into tears. "WAAA! YOU GUYS WERE AMAZING AND FUN AND SUPER AND FUN! WAAAA- hey! I know!"

Pinkie then zipped over to each of the minions and shook their hands energetically.

"Waaa!"

"Pinkiiie!"

"My haaand!"

"Aaaagh!"

Dimentio shook Pinkie's hoof without a noise.

"Okay, um, anything else?" said Twilight.

More silence. Twilight cleared her throat and approached the minions. "On behalf of all of Equestria, I would like to thank you for coming today," she said formally. "I will be sure to mention this in my next letter to Princess Celestia! And Dimentio, thank you for teaching me all about magic! I hope we will meet again."

Dimentio bowed in mid-air. "As do I, Twilight Sparkle," he smirked.

Applejack then approached O'Chunks. "Well, this is good-bye, eh?" she said. "Thanks for, ah, helping me out in da orchard!"

"No prob, Applejack!" replied O'Chunks.

"Thanks for making me this super dress!" complimented Mimi. She was wearing a long, purple, flowing dress, with a jewel-lined purple hairband and a pink heart necklace.

"Oh, it was nothing, Mimi!" trilled Rarity.

"Thanks for that talk on friends," whispered Nastasia to Fluttershy. "Oh, it was nothing," said Fluttershy.

Meanwhile, Mr. L and Rainbow were having a good-bye hoof-slash-arm-wrestle. Currently, Mr. L was winning. Then...

"RAINBOW!" yelled Twilight.

"MR. L!" yelled Nastasia.

The two both looked up and let go of each other. "Yes?" they both said curiously.

After a few minutes of shouting, Twilight gathered the minions in a circle. "Well, good luck, and until we meet again!" she smiled.

A flash of purple light...

**The End. Please review!**


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